To become a skilled reader in a second language (L2), an individual must understand the meaning of the words of the language, and the grammatical system of the language. Although much past research has been dedicated to the study of reading in a first language (L1), little past research has examined reading in an L2. The proposed study will expand on previous reading research in three important ways. First, because the features of language that are likely to create learning difficulties are different in L1 and L2 reading situations, this research will extend the available evidence about L1 reading to the L2. Second, semantics and syntax will be studied simultaneously in the proposed study, which is critical because they are interdependent; semantics can assist in decoding syntax and syntax can assist in decoding semantics. Third, the proposed research will use non-invasive measures of brain activity (ERPs) to assess an individual's L2 reading comprehension; this technique has been shown to be more sensitive to comprehension than traditional behavioral measures such as accuracy. The proposed study aims to reveal the time course of development of L2 words and grammatical constructions that differ in the L1 and L2. Achieving these specific research goals will not only enhance our understanding of L2 learning, but will also have implications for more effective L2 teaching strategies.